Our firm provides integrated corporate legal advice and strategic legal planning services for the sophisticated business and investment needs, both for domestic and cross-border businesses and transactions. We are a team of highly qualified legal professionals experienced in a great variety of international commercial and corporate transactions, and we also rely on an extensive of-counsel network of domestic and international advisors in financing, taxation, accounting and specialized legal matters.
Our firm's main practice areas are:
Corporate and Contracts:
We can work with you to set-up the right structure for your business, and identify the best entity to enter into that joint venture you are looking into. Let us work on your shareholders' agreement or draft that complex manufacturing and distribution agreement. Is your business plan in compliance with Mexican foreign investment law? So you need to lease your equipment? We can arrange for that and discuss the agreement with your bank as well. Is the agreement subject to an exclusivity period? Perhaps a trust would be helpful for that. How about that procurement agreement which is critical to keep your business running? Let's be preventive and plan so that your legal risks may be minimized while we work to maximize your business output.
Financing Transactions:
We understand: you are a major global bank arranging a multi-party global syndicated loan to be granted to a global holding company outside Mexico, and you need to complete due diligence and formalize the best security agreements and rights in respect of the debtor's Mexican subsidiary. Let us help. We can discuss the assets, shares and real estate pledges and mortgage options, and formalize them for you. Perhaps you need a security trust, or how about a transaction trust? Let us get it set-up for you. You probably need an independent legal opinion in compliance with Mexican securities' law? Or let us negotiate your global financing facility – we do that too. Equipment sale or lease transactions? Let us recommend the structure that best protects your rights.
Mergers & Acquisitions:
Let us put a term sheet together and start drafting a memorandum of understanding. Shall we assist in the negotiations? What happened with those pending documents to complete due diligence? What is the best structure for the transaction? We shall probably discuss that indemnity language and its enforceability in Mexico. We can certainly draft that acquisition agreement, and let us discuss further the working capital provisions and the role which is expected of the transition services agreement. Don't forget to address antitrust issues upfront (or as upfront as possible), and we can certainly advice on the best way to formalize that right of first refusal and the exclusivity and non-compete provisions under Mexican law. Let us make sure that we include those minority protection rights in the appropriate corporate documents.
Energy:
Mexico is undergoing substantial development in the energy sector, and a huge number of business opportunities are arising. Is your business in the loop? Let us help you prepare your business to participate, be active in bids, and take part in the services and leasing opportunities within the Mexican energy sector. Whether your business is involved in the upstream, midstream or downstream oil & gas sectors, or if you are involved in any electricity-related business, we can represent your company before PEMEX, CFE and the newly formed energy commissions, protect your technology, negotiate new ventures and opportunities and structure and negotiate that consortium that you want to be a part of. We can help you properly and timely file your bid documents, maximizing your possibilities of a successful award. Let us advice you with your lease or service agreements for that rig or those off-shore projects, and guide you through the authorities and regulatory process. Let us help.
Business Start-up and International Trade:
Yes – we will incorporate your Mexican companies efficiently and quickly (and yes, we can offer to take care of that at a fixed rate). Let us work in its appropriate structuring, and adopt any particular business governance language which your business has set-up as a global standard. We will also prepare all the minutes and resolutions which are needed for that transaction, and we will certainly take care and custody your corporate books and records for you. Need an import/export program? Let us help. Taking advantage of NAFTA? Let us advice you. We also maintain your company in good standing year after year.
Real Estate:
So you are a foreigner and you or your company owns or plans to own real estate in Mexico? Have you completed your due diligence? Is the real estate located within the restricted area? Should we set-up a trust? Are there any water rights involved? Do you need to lease a facility or offices for your business? Let us help. Let us draft and negotiate that turn-key construction agreement for you, and make sure that the contractor is complying with all applicable statues. We can draft your home lease agreement too, and also work on the execution of that estate regarding the property located in Mexico and which is subject to a foreign will and estate proceeding.
Labor Law:
You have probably heard how different and complex labor relationships are in Mexico. Let us help you manage them efficiently and in compliance with applicable law. There are formalities which need to be met, and the culture is quite different with what you may have experienced in the past, even considering your substantial HR management experience. We can draft your employment agreements, set-up the mandatory employer-employee commissions which are applicable under Mexican labor law, prepare and file your internal work rules, and help you audit and properly maintain a Mexican labor file. Let us help. We can negotiate that employer substitution structure, and the new collective bargaining agreement. Yes: labor union life is vital, and the knowledge of the culture is a must to maintain a healthy and competitive relationship which will help your business grow. Have we discussed mandatory profit sharing under Mexican labor law?
Intellectual Property:
Is my trademark registered in Mexico? I requested the service in the past from my home-based law firm. Let us confirm that. Let us register your trademark, and look into the registration of your patents. Have you licensed that holding company trademark you intend to use in Mexico? How about those joint marketing efforts with your distributors? Let us help you in strategizing and building your intellectual property assets, which are a core part of your business.
Civil and Commercial Litigation:
Of course we will do all we can to take preventive actions and keep you out of court. But we are here for you when you need us. Yes, we can prepare that collection or damages action for you, and we can also certainly defend you from that commercial issue which has come to litigation. Perhaps you need a preparatory measure to secure some of your debtor's assets, or you need to execute those security agreements we drafted for you in connection with that important loan agreement you granted. Let us help.
Our firm works with and maintains sound relationships with a number of U.S., European and Latin American law firms.
